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Financial Information BeiGene, Ltd. (the "Company") submitted a listing application (the "Listing Application") for a proposed issue of the Company's ordinary shares and listing of such shares on the Science and Technolo

Key Takeaway: Financial Information BeiGene, Ltd. (the "Company") submitted a listing application (the "Listing Application") for a proposed issue of the Company's ordinary shares and listing of such shares on the Science and Technology Innovation Board (the "STAR Market") of the Shanghai S

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Financial Information
BeiGene, Ltd. (the "Company")
submitted a listing application (the "Listing Application") for a proposed issue of the Company's ordinary shares
and listing of such shares on the Science and Technology Innovation Board (the "STAR Market") of the Shanghai Stock
Exchange to the Shanghai Stock Exchange, which was prepared in accordance with the listing rules of the STAR Market and the
applicable securities laws and regulations of the PRC (the "PRC Securities Laws"). On January 29, 2021, the Shanghai
Stock Exchange notified the Company that the Listing Application had been accepted by the Shanghai Stock Exchange, and the Listing
Application became available to the public on the website maintained by the Shanghai Stock Exchange.
As required by the PRC Securities Laws,
the Listing Application contains historical financial information of the Company that was prepared in accordance with the China
Accounting Standards for Business Enterprises - Basic Standard ("CAS") and other applicable PRC accounting rules,
guidance and interpretations, including but not limited to the China Securities Regulatory Commission's Compilation Rule for
Information Disclosure by Companies Offering Securities to the Public No. 15 - General Rules for Financial Statement
(2014 revised), and Compilation Rule for Information Disclosure by Companies Offering Securities to the Public No. 24-Special
Provisions on Information Disclosure in Financial Statements of Pilot Innovative Red-chip Companies on the Sci-Tech Innovation
Board (together with CAS, "PRC GAAP") for the years ended December 31, 2017, 2018 and 2019, and the nine months
ended September 30, 2020 (the "Reporting Period"). The key differences between such financial information prepared
in accordance with PRC GAAP and those prepared in accordance with the accounting principles generally accepted in the United States
("U.S. GAAP") for the Reporting Period, which was previously filed with the U.S. Securities and Exchange Commission,
are summarized as below.
Key Differences between PRC GAAP and
Share-based Compensation
Under U.S. GAAP, the Company elects to
recognize the share-based compensation expenses using the straight-line method for all employee equity awards granted with graded
vesting based on service conditions provided that the amount of compensation cost recognized at any date is at least equal to the
portion of the grant-date value of the options that are vested at that date.
Under PRC GAAP, the Company recognizes
share-based compensation expense using the accelerated method for all employee equity awards granted with graded vesting.
Excess tax income from the exercise
Under U.S. GAAP, deferred taxes are calculated
based on the cumulative share-based compensation expense recognized in the financial statements and ASC 2016-09 requires all excess
tax benefits and tax deficiencies to be recorded as income tax expense or benefit in the statement of operations, rather than in
shareholders' equity.
Under PRC GAAP, deferred taxes are calculated
based on the estimated tax deduction determined at each reporting date. If the tax deduction exceeds cumulative compensation cost
for an individual award, tax benefits on the excess are credited to shareholders' equity. If the tax deduction is less than
or equal to cumulative compensation cost for an individual award, tax expenses are recorded in the statement of operations.
Withholding income tax and related government
grants arising from inter-company equity transactions
Before the adoption of ASU 2016-16, Intra-Entity
Transfers of Assets Other Than Inventory, U.S. GAAP requires taxes paid on profits from intercompany sales and transfers of assets
to be deferred and prohibits the recognition of deferred taxes for the increases in the tax bases due to an intercompany sale or
transfer. The income tax effects of the intercompany sale or transfer of assets are recognized when the assets are sold to a party
outside of the consolidated group or otherwise expensed. After the adoption of ASU 2016-16 from January 1, 2018, companies
are required to recognize the income tax effects of intercompany sales and transfers of assets other than inventory in the period
in which the transfer occurs.
Under PRC GAAP, taxes paid by the transferor
on intercompany profits from the transfer of assets within a consolidated group are recognized as tax expense as incurred. PRC
GAAP requires the recognition of deferred taxes on temporary differences between the tax bases of assets transferred between entities/tax
jurisdictions that remain within the consolidated group.
Such difference only had an impact on the
income taxes of the Company in 2017, and no impact in the remaining periods within the Reporting Period.
Under U.S. GAAP, as a lessee, the Company
recognizes a lease liability based on the present value of the total remaining lease payments, and a corresponding right-of-use
assets under U.S. GAAP. The Company subsequently recognizes operating lease expenses on a straight line basis over the lease term.
PRC GAAP requires entities to present interest
expenses on the lease liability and depreciation on the right-of-use assets separately in the statements of operations. The combination
of a straight-line depreciation of the right-of-use assets and the effective interest rate method applied to the lease liability
will result in a higher total charge to profit or loss in the initial years of the leases and decreasing expenses during the latter
part of the lease term.
Income taxes in the interim period
Under U.S. GAAP, one overall estimated
annual effective tax rate should be used to determine the interim period tax expense or benefit when a company is subject to tax
in one or more jurisdictions.
PRC GAAP requires that an entity determine
a separate estimated average annual effective income tax rate for each taxing jurisdiction and apply it individually to the interim
period pre-tax income of each jurisdiction.
Research and Development Expenses Allocated
by Key Products and Other R&D Projects
As required by the PRC Securities Laws,
the Listing Application also contains financial information regarding the research and development ("R&D") expenses
allocated by key products and other R&D projects, which was prepared in accordance with PRC GAAP.
The financial information presented in
the Listing Application regarding R&D expenses allocated by key products and other R&D projects, prepared in accordance
with U.S. GAAP, is presented below. Amounts reported herein are stated in thousands of U.S. dollars.
Pipeline Products/ Projects Nine Months Ended September 30, 2020 Year Ended December 31, 2019 Year Ended December 31, 2018 Year ended December 31, 2017 Total Implementation
Zanubrutinib 128,106 171,112 119,362 65,180 483,760 Clinical stage
Tislelizumab 147,753 191,992 127,129 46,224 513,098 Clinical stage
Pamiparib 19,412 41,938 38,325 18,142 117,817 Clinical stage
Other R&D projects 52,682 84,781 61,960 11,183 210,606 Clinical / preclinical stage
R&D collaboration projects 202,998 50,000 89,000 - 341,998 N/A
Subtotal of external R&D expenses 550,951 539,823 435,776 140,729 1,667,279
Subtotal of internal R&D expenses 388,389 387,515 243,229 128,289 1,147,422
Total 939,340 927,338 679,005 269,018 2,814,701
Last updated: Jan 29, 2021